


Rath's Lust

by PaperFox19



Category: Ben 10 Series
Genre: Anal Sex, Anthropomorphic, Creampie, Dirty Talk, Fetish, Hyperinflation, M/M, Multiple Orgasms, Orgasm, Rimming, Top Ben, Xeno, Xenophilia, Yaoi, nude
Language: English
Status: Completed
Published: 2015-02-08
Updated: 2015-02-08
Packaged: 2018-03-11 05:32:31
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 1,792
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/3316037
Author URL: https://archiveofourown.org/users/PaperFox19/pseuds/PaperFox19
Summary: <blockquote class="userstuff">
              <p>While Gwen is away the omnitrix goes berserk. Why? Because it’s the Appoplexian mating season, Ben transforms into Rath and takes Kevin as his mate.</p>
            </blockquote>





	Rath's Lust

**Author's Note:**

> Please Read and Review; Reviews Inspire New Fics and Keep Me Going

Ben and Kevin were patrolling for alien activity. Gwen was on a weeklong vacation leaving the boys alone. “Seems like a slow night…”

“Yeah…” Ben said staring out the window. The omnitrix beeped and flicker but Ben ignored it, it was always going off about something.

“What don’t wanna talk to me without your cousin around…?”

“We talk all the time…” Ben replied looking at his friend.

“Not lately…” Kevin grumbled. “We only seem to hang out when on missions, are you avoiding me…?”

“Kevin it’s a slow night why don’t we go to Mr. Smoothy…?” Ben said not looking at him.

“Fine… but I want an answer later…” Kevin mumbled. Ben didn’t hear him. The watch began to react again and the setting became set to Rath. The two pulled up to Mr. Smoothy and Ben got out of the car first and ran up to get inline. Ben had such a happy look on his face as he waited to get his smoothy. ‘He just doesn’t look at me like that anymore…’ Kevin thought as he pulled the key from the ignition and got out of his car.

Ben hadn’t said a word to him even when he joined him in line. ‘What the hell did I do, it’s not like I tried to kill him…….recently….’ Kevin thought but Ben seemed oblivious to what he was doing to Kevin. The 2 got their smoothy’s and sat down. “Ben is there something I did to have you upset with me…”

“Kevin it’s not that it’s just…” Ben started, but the omnitrix sparked. “Crap I think it’s going to go off I can’t stay here…” Ben got up and ran off to find someplace more secluded. He ran towards the park lots of trees and mostly disserted at night. “Damn it…” Kevin followed. He was thinking it was just an excuse to dodge his question but as he entered the park he saw a flash of green light.

“Rath!!!” The alien came out into the open and stared at Kevin. “Ben, are you ok…?” Kevin said and Rath narrowed his eyes. “Let me tell you something Kevin E. Levin. I am in love with you. I have been in love with you since we were kids, and the only reason I never said anything was because Rath didn’t want to scare you away…” He leaned into Kevin’s face. “But Let me tell you something Kevin E. Levin it’s mating season and your mine!!”

With that said Rath ripped Kevin’s clothes off him. The young osmosian gasped as he was naked in front of the alien beast. Kevin had a rocking body, he really filled out in all the right places. Kevin’s cock started to grow and Rath could see a nice treasure patch going from his pubes up to his naval. Rath growled his approval and pushed Kevin onto the ground. “Ben wait I…” Rath ignored him and shredded his shoes and socks. He ran his pawed hand over the light hairs of Kevin’s leg. Rath sniffed his feet. “Dude are you sniffing me ohhhh…” Kevin moaned as Rath licked his foot, the aliens tongue was rough and felt surprisingly good on his feet. Rath didn’t stop there he continued to lick his way up Kevin’s leg forcing his legs apart as he did so. Kevin was fully aroused by the time Rath was face to face with his crotch.

Rath growled as he inhaled Kevin’s musky scent. “Wait Ben don’t…” Kevin was silenced as Rath licked Kevin’s balls all the way to the tip of his dick. The rough tongue felt so amazing Kevin had to bite his lip to keep himself from cumming. The alien didn’t stay to long at his crotch he buried his nose in Kevin’s pubes and inhaled. He growled loving the musky scent. He sniffed his way up and his tongue dipped into the osmosian’s naval.

‘I’m losing it his tongue feels so good…’ Kevin began to sweat as his arousal increased. Rath licked over Kevin’s abs tasting the man’s sweat got Rath even hornier. His tongue moved higher and brushed over an erect nipple. Rath sucked on it for a bit making Kevin moan. “Arms up Kevin E. Levin!!” Rath ordered.

Kevin obeyed not daring to anger the super powerful alien. He brought his arms above his head and exposed his hairy armpits. Rath licked Kevin’s sweaty and hairy pit cleaning it of sweat, and making Kevin shudder in pleasure. “Ben!!” Kevin moaned and Rath moved over to the other pit and ran his rough tongue over the hairy pit cleaning it of all sweat. “Fuck Ben!!”

Rath grinned. “Roll over Kevin E. Levin!!” Rath ordered again and when Kevin hesitated he growled, making Kevin blush and roll over. Rath pulled back to the raven haired male’s ass. He parted his cheeks and starred at the pink hole. “Has anyone ever touched you here Kevin E. Levin…?” He asked the osmosian.

“No I’ve never bottomed before…” Kevin moaned his whole face red. “Good!!” Rath growled and attacked Kevin’s hole. His tongue pierced his tight ass. Kevin let out an unmanly cry as the thick rough tongue worked his hole open. Kevin moaned unable to hold back any longer and he came. He emptied his balls all over the ground.

Rath didn’t stop he pushed his face deeper and tongue fucked the osmosian back to full arousal. “Let me tell you something Kevin E. Levin I’m going to fuck this sweet ass of yours I’m gonna make you my personal bitch, and you’re gonna love every second of it.”

Kevin turned his head back to snap at Ben, something along the lines as “I’m nobodies bitch…” however he got a look at the huge cock, the massive dick was human in shape but it was at least 15 inches long and it was very thick and it rose from his sheath. The dick was coated in some kind of fluid no doubt from the mating season. Rath rubbed his cock along the crack of Kevin’s ass and the male moaned weakly, the liquid had the effect of a powerful aphrodisiac and Kevin was now aching to be filled.

“Ben fuck me!!” Kevin moaned and Rath positioned his cock at the waiting hole and with one thrust he buried half his cock inside him. Kevin arched his back moaning like a bitch in heat his cock firing another load of cum. “Did you just cum from me filling ya what a hot little slut…” Rath moaned and buried the rest of his cock inside Kevin. The male’s body shook in desire the liquid that coated the massive length made it so he wouldn’t tear and made him feel so damn good. “Such a hot tight slut…” Rath growled into Kevin’s ear. Kevin moaned and arched his back. “So full so fucking full…” He moaned. “You just love my cock don’t ya…” Rath growled at him and started rocking his dick in and out.

“Fuck Ben yes I love it harder fuck me harder…” Kevin moaned. The alien hero pulled back growling. He gripped Kevin’s hips and started fucking him hard. Kevin was writhing in pleasure, it was then his badge started beeping Kevin was gonna ignore it but Rath grabbed it and turned it on audio only.

“Kevin you there?” Gwen’s voice came from the device. “Hey Gwen…” Rath’s eyes sparkled and he started fucking Kevin harder and faster. “Ahh umm what do you need…?” Kevin tried to keep himself from moaning even though the thick alien cock was making him feel too damn good.

“Listen Kevin whatever you do don’t let Ben go Rath, it’s the Appoplexian mating season, it could force Ben’s hidden desires rise to the surface and he could end up hurting someone…”

“Yeah sure ahh hmmmm ok I won’t let him do that talk to you later bye!!” He turned his badge off and moaned loud as Rath found his sweet spot and began abusing the bundle of nerves. The alien was now making sure to brush the boy’s sweet spot with each thrust. “Ben I don’t know if this is just fuck ahh damn it your fucking heat shit! But I want you to know fuck I love you!!” Kevin moaned the last part and he found another release.

Kevin’s inner muscles squeezed Rath’s cock. “Let me tell you something Kevin E. Levin I’m cumming inside you!!” Rath roared and blew his load deep into Kevin’s tight ass. Kevin gasped as the thick hot seed poured into him. The cum filled Kevin up and made him shiver. ‘God there’s so much cum…’ Kevin thought. A flash of green light and the 15 inch cock reverted back to Ben’s human 10 and ½ incher. The alien seed spilled out and coated Ben’s crotch and ran down Kevin’s legs.

Ben pulled out of Kevin and Kevin was shocked to see he was still hard. “Kevin I’m sorry I couldn’t control myself…”

“Did you mean what you said?” He asked turning around to stair straight at his friend. “Yes I have feelings for you, but I figured you wouldn’t want me, that you wanted Gwen so I distanced myself from you in hopes my feelings would go away, it only made them stronger.”

“Have to say that was the most intense fuck I ever had, can you do better in just your human form…” Kevin said with a challenging smirk. He rolled onto his back and spread his legs. Ben gulped seeing the cum pour out of Kevin’s hole. Ben threw Kevin’s legs up over his shoulders and drove his dick inside Kevin’s tight heat. “Ahh fuck yes…” Kevin moaned and he closed his eyes. ‘He’s mine he’s all mine…’

Kevin couldn’t believe Ben had even more endurance than Rath. Ben’s balls spanked his ass as he fucked him, something he found oddly arousing. Ben didn’t talk dirty like Rath but he kept eye contact, and Kevin found that even hotter. Ben pumped his cock in time with his thrusts. Kevin couldn’t win he was owned by Ben, it may have been Rath’s lust that broke the ice but it was Ben’s love that kept them going. Ben and Kevin were inseparable from that day. However Kevin couldn’t look at Rath ever again without getting a huge boner. Ben could handle that and let Rath pound his slutty ass.

Ben smiled as he sat in the back seat of Kevin’s car Kevin resting his head in his lap. “Kevin I love you…” He leaned down and kissed his lips. “Love you to Ben…” Kevin said and the two stared warmly in each other’s eyes. Then the omnitrix beeped. “Oh no…” “Not again!!” Flash!!!

End


End file.
